Document background
The Share Subscription Agreement is a fundamental document used in the Netherlands for equity investment transactions, whether for startup funding, growth capital, or strategic investment. It is typically employed when a company wishes to raise capital by issuing new shares to investors, documenting the terms of subscription, rights attached to the shares, and various protections for both the company and the investor. This agreement must comply with Dutch corporate law requirements, particularly those set out in the Dutch Civil Code (Burgerlijk Wetboek) and financial regulations. It's essential for both private (BV) and public (NV) companies, though the complexity and regulatory requirements may vary. The document typically includes detailed warranties, conditions precedent, completion mechanics, and may also incorporate specific rights such as board representation or anti-dilution protection.
